UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
SEC FILE NUMBER
NOTIFICATION OF LATE FILING 0-17436
FORM 10-KSB CUSIP NUMBER
517668
For Period Ended: December 31, 1996
[Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.]
PART I - REGISTRANT INFORMATION
LAS VEGAS DISCOUNT GOLF & TENNIS, INC.
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Full Name of Registrant
Not Applicable
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Former Name if Applicable
5325 South Valley View Boulevard, Suite 10
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Address of Principal Executive Office (Street and Number)
Las Vegas, Nevada 89118
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City, State and Zip Code
PART II - RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense
and the Registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
(b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the
[X] prescribed due date; or the subject quarterly report of transition
report on Form 10-Q, or portion thereof will be filed on or before
the fifth calendar day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule 12b-
25 has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
On February 26, 1997, the Registrant and its majority-owned subsidiary, Saint
Andrews Golf Corporation, sold certain of its assets, and transferred certain
liabilities to an unrelated entity in a transaction pursuant to an Agreement for
the Purchase and Sale of Assets (the "Agreement"). These transactions were
reported by the Registrant by a Current Report on Form 8-K, filed with the
Commission on March 13, 1997. A copy of the Agreement, as amended, was filed as
an Exhibit to the Form 8-K.
As a consequence of the above described transactions, the narrative portion of
the Registrant's Annual Report on Form 10-KSB and related financial statements,
to which this Notification relates, must be substantially revised. The
Registrant has had insufficient time since the date of the above transactions in
which to make the necessary revisions in order to file its Form 10-KSB in a
timely manner.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
Jon D. Sawyer 303/893-2300
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(Name) (Area Code)(Telephone Number)
(2) Have all other periodic reports required under Section
13 or 15(d) of the Securities Exchange Act of 1934 or
Section 30 of the Investment Company Act of 1940
during the preceding 12 months (or for such shorter)
period that the Registrant was required to file such
reports) been filed? If answer is no, identify report(s). [X]Yes [ ]No
(3) Is it anticipated that any significant change in results
of operations from the corresponding period for the last
fiscal year will be reflected by the earnings statements
to be included in the subject report or portion thereof? [X]Yes [ ]No
NARRATIVE AND QUALITATIVE EXPLANATION OF THE ANTICIPATED CHANGE:
The Registrant will report a net loss of $(945,000) for the year ended December
31, 1996, as compared to a net loss of $(242,000) for the year ended December
31, 1995. The increased net loss is primarily due to a loss from franchise and
wholesale operations which were sold in February 1997, which had produced income
of $550,000 in the prior year. In addition, the Company had increased
development costs related to the SportPark which is to be built in Las Vegas,
Nevada by the Registrant's majority owned subsidiary, Saint Andrews Golf
Corporation, and increased selling, general and administrative expenses related
to two retail stores owned by the Registrant which were opened in mid-1995 in
southern California.
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LAS VEGAS DISCOUNT GOLF & TENNIS, INC.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
LAS VEGAS DISCOUNT GOLF & TENNIS, INC.
Date: March 31, 1997 By /s/ Voss Boreta
Voss Boreta, President
[ATTENTION: Intentional misstatements of omissions of fact constitute Federal
Criminal Violations (See 18 U.S.C. 1001).]
